Description of Compensation Arrangements with Named Executive Officers

Exhibit 10(ss)

SUMMARY OF COMPENSATION ARRANGEMENTS
WITH NAMED EXECUTIVE OFFICERS
(AS OF JULY 3, 2005)

The following summarizes the current cash compensation and benefits received by the Company’s Chief Executive Officer and its other four most highly compensated executive officers as of the end of fiscal year 2005 (other than Thomas Lankford, who resigned from his executive officer position effective July 2, 2005) (the “Named Executive Officers”). It is intended to be a summary of existing oral, at will arrangements, and in no way is intended to provide any additional rights to any of the Named Executive Officers.

The executive officers of the Company serve at the discretion of the Board of Directors. The Compensation and Stock Option Committee of the Board (the “Committee”) reviews and determines the salaries that are paid to the Company’s executive officers, including the Named Executive Officers. The current salaries of the Named Executive Officers are as follows:

Richard J. Schnieders
Chairman of the Board, Chief Executive Officer and President		$	1,050,000
John K. Stubblefield, Jr.
Executive Vice President, Finance and Chief Financial Officer		$	570,000
Larry J. Accardi
Executive Vice President, Contract Sales; and
President, Specialty Distribution Companies		$	540,000
Kenneth F. Spitler
Executive Vice President; and
President of North American Foodservice Operations		$	540,000

The Named Executive Officers are also eligible to participate in the Company’s executive and regular benefit plans and programs, as described below. All executive benefit plans and agreements are filed as exhibits to the Company’s Exchange Act filings. Information regarding these plans and agreements, as well as compensation paid or earned during fiscal 2005, will be included in the Company’s 2005 Proxy Statement.

Management Incentive Plan

The Named Executive Officers are eligible to receive an annual incentive bonus under the SYSCO Corporation Management Incentive Plan (the “MIP”).

Supplemental Performance-Based Bonus Plan for Chief Executive Officer

Mr. Schnieders is eligible to participate in a Supplemental Performance-Based Bonus Plan which may result in an upward or downward adjustment to the amount of any annual incentive bonus earned under the MIP.

Stock Election and Matching Grant

Participants in the 2000 MIP, including the Named Executive Officers, may voluntarily elect to receive up to 40% of their annual incentive bonus in the form of SYSCO Common Stock, based on a per-share price equal to the closing price on the New York Stock Exchange of SYSCO Common Stock on the last trading day of the fiscal year for which the MIP bonus is calculated. If such election is made, the participant is awarded additional matching shares on the basis of one additional share for each two shares received in accordance with the foregoing calculation.

Participants who elect to receive a portion of their bonus in Common Stock in lieu of cash and receive additional matching shares are entitled to receive additional cash equal to the product of:

	•		the value of such matching shares received by the participant (based on the closing price of such shares on the last trading day of the fiscal year), and
	•		the effective tax rate applicable to SYSCO.

Deferred Compensation Election

MIP participants, including the Named Executive Officers, may defer up to 40% of their annual incentive bonus (without considering any election to receive a portion of the bonus in stock) under the Executive Deferred Compensation Plan (“EDCP”). They may also elect to defer all or a portion of their salary under the EDCP. For deferrals of up to 20% of the annual incentive bonus, the EDCP provides for SYSCO to credit the participant’s deferred compensation account in an amount equal to 50% of the amount deferred.

Stock Options

The Named Executive Officers are eligible to receive options under SYSCO’s stock option plans, including the 2004 Stock Option Plan, in such amounts and with such terms and conditions as determined by the Committee at the time of grant.

Long-Term Incentive Cash Plan

The Named Executive Officers are eligible to participate in the SYSCO Corporation 2004 Long-Term Incentive Cash Plan.

Supplemental Executive Retirement Plan

MIP participants, including the Named Executive Officers, are also eligible to participate in a Supplemental Executive Retirement Plan (the “SERP”).

Severance Agreements

The Named Executive Officers have Severance Agreements with the Company.

Other Benefits

The Named Executive Officers also participate in SYSCO’s regular employee benefit programs, which include a defined benefit retirement plan, a 401(k) plan with Company match, group medical and dental coverage, group life insurance and other group benefit plans. They are also provided with additional life insurance benefits, as well as long-term disability coverage.